INTRODUCTION

School board trustees are leaders of their school boards and advocates for a strong publicly funded education system. A clear understanding of a school board trustee’s role and responsibilities is fundamental to good governance. A trustee is a member of a board, not a member of a parliament, and it is important for both trustees and the general public to understand that school board trustees hold no individual authority. Unlike provincial and federal parliaments, school board members do not vote according to an official political “affiliation” nor are there “governing” trustees and “opposition” trustees.

For decisions of a board of trustees to be binding, they must be made at a legally constituted public board meeting where the board of trustees considers and passes a formal motion that receives a majority (or other applicable voting threshold) of the votes cast by its members. It is vital that trustees understand the requirements for an effective board meeting including the Rules of Order applicable to those meetings. An effective trustee understands their role within legislative requirements, the board’s governance model and how decisions are made by the board.

In carrying out their role, trustees have the very real challenge of balancing their responsibilities as representatives of their communities with their role as education leaders within the decision-making body of the board as a whole. Trustees are committed and required under the Education Act to bring forward to the board the concerns of parents, students, and supporters of the board; yet as members of a governing body they must work collaboratively with fellow board members and make policy decisions that are beneficial, with equity considerations taken into account, to the entire school board community. This can mean, at times, that the ultimate decisions made are at variance with the specific interests of a particular geographical community or interest group.

A trustee’s mandate is to maintain a focus on student achievement and well-being and to participate in making decisions that benefit the entire board community. Trustees must also be able to explain the decisions of their board when they report back to their communities. As noted in Module 3 — Roles and Responsibilities, the interface between a trustee and their communities can be both rewarding and demanding. It is important that trustees are aware of the support and advice available from the director of education and senior staff and are familiar with board policies that may apply to issues under discussion between a trustee and a community member.

This module has been updated to reflect the sector’s implementation of the recent regulatory amendments that were part of The Better Schools and Student Outcomes Act and focus on enhancing governance and leadership.

By taking the time to review this module, you are demonstrating your commitment as a leader to promote student achievement, well‐being, and confidence in Ontario’s publicly funded education system.

Under the Education Act (s. 218.1) members of school boards shall:

• carry out his or her responsibilities in a manner that assists the board in fulfilling its duties under the Education Act, including but not limited to the board’s duties under section 169.1, and under regulations and guidelines under the Act
• attend and participate in meetings of the board, including meetings of board committees of which he or she is a member
• consult with parents, students and supporters of the board on the board’s multi-year plan under clause 169.1 (1) (f)
• bring concerns of parents, students and supporters of the board to the attention of the board
• uphold the implementation of any board resolution after it is passed by the board
• entrust the day-to-day management of the board to its staff through the board’s director of education
• maintain focus on student achievement and well-being
• comply with the board’s code of conduct*

*Two new regulations are now in place to regulate Trustee Code of Conduct and the Process for Investigating Alleged Breaches.

• Ontario Regulation 312/24 provides for a mandatory code of conduct to provide a consistent standard across the province.
• Ontario Regulation 306/24 provides for an Integrity-Commissioner-led investigation process to be implemented if an alleged breach cannot be resolved by the board.

These are explained in greater detail in this module below.

THE BOARD – WORKING TOGETHER

Boards of trustees provide policy direction to ensure opportunity, excellence and accountability in the education system. By modeling collaboration and cooperation, they promote public confidence in the board and in the public school system.

A board of trustees is a group of individual members who can only be effective when they are working together as a cohesive whole. The personality, values, beliefs, strengths, and weaknesses of each individual influence how the board works. Just as it is important for individual trustees to be clear about their own values, strengths and limitations, it is equally vital to the effectiveness of the board for the members to understand these characteristics in each other. This makes it possible to build a collective board where there is strong mutual respect and shared understanding of the role of an individual trustee, of the board as a whole, and of the director of education and their staff. This is what enables effective decision-making that works for the whole board and for the entire school system.

The board of trustees as a whole must take responsibility to resolve potentially dysfunctional situations and strive to build dynamics that demonstrate a commitment to:

• collaborative decision making
• doing the work required and sharing responsibility
• contributing to public meetings in a way that earns public confidence in the work of the board
• putting the good of the school system before individual political agendas
• focusing on assessing the value of initiatives and controlling costs
• being open-minded to the views of fellow board members

School board trustees are individuals who have been elected or appointed to represent their communities. At the same time, however, they are members of a board of trustees that must collectively make decisions based on the board’s multi-year strategic plan and student achievement plan. It takes a willingness of board members to explore the very best governing practices available, to examine their own ways of doing business and, as necessary, to adopt practices that will make them more effective governors.

An important element of public education is maintaining public confidence in the system. A crucial factor in this regard is how well a board governs itself and one of the key tools the board has at its disposal is an effective Trustee Code of Conduct policy.

As part of the Better Schools and Student Outcomes Act, several regulations were filed to support enhancing local governance and leadership. With regard to trustee codes of conduct, the regulatory reforms found in Ontario Regulation 312/24: Member of School Boards – Code of Conduct are intended to:

• Establish consistent provincial standards for trustee conduct; and
• Support effective governance and leadership so boards remain focused on the successful delivery of provincial education priorities^[1].

TRUSTEE CODE OF CONDUCT – WHAT IS IT AND WHY IS IT IMPORTANT?

Trustees are publicly elected or appointed individuals who bring to the attention of the board the concerns and needs of their communities. However, it is important to understand that school board trustees hold no individual authority. As mentioned in the Good Governance Guide, locally elected school boards are accountable to the public for the collective decisions of the board and for the delivery and quality of educational services.

School boards recognize that public trust and the responsibility that is placed in them requires determining and enforcing norms of acceptable behaviour through the establishment of a trustee code of conduct

A code of conduct serves to define these acceptable and respectful behaviours, clarify the rules of civil engagement, promote high standards of practice, and provide a framework for professional conduct and responsibilities. A code of conduct contributes to confidence in public education and respect for the integrity of trustees in the community.

It is designed for trustees by trustees and is a policy that demonstrates how trustees have determined to regulate themselves. The Code of Conduct policy applies to all trustees of the board, including the chair of the board.

It is important to remember that s.218.3 of the Education Act provides that only a member of the board may bring a complaint of a breach of the code to the attention of the board. It does not provide that members of the public may bring forward an alleged breach of the code.

ONGOING POLICY WORK – WHAT IS REQUIRED?

Once the Trustee Code of Conduct policy has been updated to reflect the regulation requirements, the following actions are to be completed/noted:

• The policy is to be posted on the board’s website.
• The policy is to be reviewed next no later than May 15, 2027, and every fourth year thereafter.
• Future reviews of the policy (including confirmations and changes) are done by board resolution.
• Any changes must be indicated (and posted) and must be done by August 31 in the year of the review.
• Past versions of the policy must be archived and publicly accessible if requested.

It is recommended that the Trustee Code of Conduct policy and enforcement procedure be kept together for consistency and completeness.

TRUSTEE CODE OF CONDUCT ENFORCEMENT PROCEDURE

The provisions in the Education Act establishing the process for resolving alleged trustee code of conduct complaints were proclaimed on January 1, 2025, and the accompanying regulation, Ontario Regulation 306/24, came into effect on the same date. It is important for the Actand the regulation to be read together.

The intent for a revised procedure was to establish a transparent and consistent method for resolving code of conduct complaints, led by a third-party investigator known as an Integrity Commissioner (IC). The use of an IC is to be implemented if an alleged breach cannot be resolved by the board in the timeframe prescribed in regulation.

It is strongly encouraged for boards to consider establishing an Informal Complaint Procedure first and foremost when investigating an alleged breach of the code of conduct and discuss any potential remediation requirements. For this reason, the formal complaint procedure should be reserved for only egregious and repetitive behaviours that disrupt the ability of a board of trustees to conduct its business.

Sample Template – Code of Conduct Enforcement Procedure

The Ontario Public School Boards’ Association has created a template that includes a step-by-step process for the enforcement of the code of conduct to help school boards in ensuring administrative and procedural fairness.

The template includes text in BOLD that indicates requirements from either the Education Act or the regulation. Similar to the Code of Conduct template, the Enforcement Procedure template is intended to be a guide for school boards that can be modified to address local concerns, as long as the changes do not conflict with the required provisions that came into force on January 1, 2025. However, it should be noted that most of the Formal Complaint Procedure involves required actions and timelines as prescribed by both the Act and the regulation.

Informal Complaint Procedure

As noted earlier, it is strongly suggested that trustees and boards use the Informal Complaint Procedure first. This demonstrates the board’s commitment to working together to resolve any matters.

The chair of the board, on their own initiative, or at the request of a trustee of the board (without the necessity of providing a formal written complaint) who alleges a breach of the code has occurred, may meet informally with a trustee of the board who is alleged to have breached the code, to discuss the alleged breach.

The purpose of the meeting is to bring the allegation of the breach to the attention of the trustee, gather information from both parties and to discuss remedial measures to correct the offending behaviour.

At the discretion of the chair, they may include the vice-chair of the board, or another trustee of the board in the meeting. If the allegation of a breach of the code involves the chair of the board, the vice-chair of the board may carry out the duties. At the vice-chair’s discretion, they may include another trustee of the board to attend the above meeting.

This Informal Complaint Procedure is an opportunity for members to work together collaboratively as it is recognized that from time to time a contravention of the code may occur that is trivial, or committed through inadvertence, or an error of judgment made in good faith.

In the spirit of collegiality and the best interests of the board, the first purpose of alerting a trustee to a breach of the code is to assist the trustee in understanding their obligations under the code. An initial goal should always be to find a good resolution to the issue that caused one member of the board to complain about the conduct of another.

Together, the trustees involved should discuss ways to correct behaviour and build capacity using remedial measures such as:

• a warning
• an apology
• and/or the requirement of the trustee to engage in the successful completion of professional development training such as that offered by the Ontario Education Services Corporation (OESC) Trustee Professional Development Program

Note: The Informal Complaint Procedure is conducted in private.

If a resolution of the informal complaint cannot be achieved, a Formal Complaint Procedure may be commenced. Only serious and/or reoccurring breaches of the code by a trustee should be investigated following the Formal Complaint Procedure. However, a trustee does not have to first attempt an informal resolution of a complaint before commencing a formal complaint.

Formal Complaint Procedure

There are a number of required actions that must be taken once the Formal Complaint Procedure is exercised. The process is quite comprehensive, and it is recommended that trustees and appropriate board staff refer to the sample template for these details and procedural timelines. This includes the timing for the IC to begin their investigation, the timeframe to make a decision, the appeal process and timelines, and where final report information is to be kept.

The template includes the text in bold that is required by the Act and/or regulation. The other text is to support the procedural and administrative fairness and based on best practices.

A summary of the Formal Complaint Procedure includes the following:

A trustee who has reasonable grounds to believe that a trustee of the board has breached the board’s code of conduct may, by Notice of Alleged Breach, notify the following persons in writing of the alleged breach:

• the chair of the board; or
• the vice-chair of the board, if the notice is related to the conduct of the chair; or
• another trustee of the board, who is neither the complainant nor the subject of the complaint, if the notice relates to both the conduct of the chair and the vice-chair.
  

The trustee who gives notice of an alleged breach of the board’s code of conduct is to provide a copy of the Notice of Alleged Breach to the director of education.

The person to whom the notification was made (chair, vice-chair, or other trustee, as the case may be) is to immediately provide a copy of the written Notice of Breach to the trustee whose conduct is the subject of the alleged breach and to the entire board of trustees. (This Notice of Breach is not to be public or published by the board in accordance with the records and information requirements.)

Trustees are NOT to give notice of an alleged breach of the code:

• if the allegation is frivolous or vexatious or the notice is given in bad faith
• if they are engaging in reprisal or the threat of reprisal against:
• A trustee who gave notice of an alleged breach of the code; or
• Any person who provides information about the alleged breach to the person appointed by the board to investigate the breach.

Notice of Alleged Breach

The written Notice of Alleged Breach is to include the following information and facts:

• The name of the trustee alleging the breach and their contact information.
• The name and contact information of the trustee whose conduct is the subject of the notification.
• The date of the alleged breach.
• A description of the alleged breach.
• The provision of the code of conduct that was allegedly breached.
• The date on which the trustee alleging the breach first became aware of the alleged breach.
• The names and contact information of any witnesses to the alleged breach or any other persons who have relevant information regarding the alleged breach.

It is recommended that a complaint of an allegation of a breach of the code should generally be made within 60 days after the alleged breach occurred or was discovered, whichever is later.

Resolution of Notice of Breach

When a formal complaint is brought against a trustee of the board, during the 20-business day period prior to an IC being appointed, the board may attempt to resolve the matter in private among the parties.

It is during these 20 business days that the chair/vice-chair/trustee, through the director of education or their designate, could retain legal counsel and/or a mediator to assist in resolving the matter. This is an opportunity for board leadership to actively promote working together to self govern and find solutions. (See Module 8 — Understanding Conflict and Managing it Effectively for conflict management tools and how trustees can facilitate discussion to resolve conflicts.)

The process may also include a discussion and the use of remedial measures including, a warning, an apology, and/or the requirement of the trustee to engage in the successful completion of professional development training such as that offered by the OESC Trustee Professional Development Program. (Possibly the same measures considered when using the Informal Complaint Procedure.)

If the matter is resolved to the satisfaction of the trustee alleging the breach, the trustee is to withdraw the Notice of Alleged Breach.

The board of trustees and the director of education will be advised whether the matter has been resolved and whether there are any agreed-upon remedial measures for resolving the matter.

Integrity Commissioner Investigation

The IC is to begin their investigation into the alleged breach of the code of conduct no later than 14 days after being appointed by the board.

The IC may define the scope of the investigation. (Boards should work with the IC to ensure there is common understanding of the investigation’s scope.)

The trustee alleged to have breached the code will be provided with the opportunity to respond and reply. The process for this is determined by the IC and should include rules of procedural fairness for all parties.

Integrity Commissioner Decision

The IC is to make their decision no later than 90 days after beginning their investigation. (This can be extended if the IC notifies the board and the trustee who is the subject of the complaint that an extension is necessary. The reasons for the extension must be included.)

The IC is to provide the trustee whose conduct was the subject of the complaint and the board written notice of a determination that the trustee has or has not breached the code and of any sanctions imposed.

The written notice must include:

• the reasons for the determination
• the reasons for any sanctions
• information about the right to appeal

Potential Sanctions

If the IC determines, following an investigation, that the trustee has breached the code, the IC may impose one or more of the following sanctions:

1. Censuring the trustee
2. Requiring the board to reduce the trustee’s honorarium up to a maximum of 25% of the combined base and enrollment (see Regulation 357/06: Honoraria for Board Members for details)
3. Barring the trustee from attending all or part of one or more meetings of the board or one or more meetings of a committee of the board, for the period of time specified by the IC up to a maximum of 90 days or the balance of the trustee’s term of office, whichever is less
4. Barring the trustee from sitting on one or more committees of the board, for the period of time specified by the IC, up to a maximum of 90 days or the balance of the trustee’s term of office, whichever is less
5. Barring the trustee from becoming the chair or vice-chair of the board or of any committee of the board, or removing the trustee from any other positions
6. Barring the trustee from exercising the privileges of a trustee or acting as a board representative or removing the trustee from a position the trustee holds as a board representative

Other information:

• The IC could impose any other sanction that they feel is reasonable or appropriate and/or would promote compliance with the board’s code.

• The imposition of a sanction barring a trustee from attending all or part of one meeting of the board is deemed, for the purpose of clause 228(1)(b) of the Education Act, to be authorization for the trustee to be absent from the meeting.
• Any trustee who is barred from attending all or part of the meeting of the board or a meeting of a committee of the board is not entitled to receive any materials that relate to that meeting or that are part of the meeting and that are not available to members of the public.

It is recommended that ICs strongly consider the use of remedial measures to be included in their sanction options to positively correct breaches of the code of conduct.

Appeal and Appeal Process

Either the board or the trustee whose conduct was the subject of an investigation may appeal the IC’s decision, the sanctions imposed, or both, by Notice of Appeal, and the board and the trustee are the parties to the appeal.

The appeal is heard by a panel of three ICs appointed by the Deputy Minister of Education or their delegate (no later than 15 business days after the Deputy Minister or delegate receives the Notice of Appeal), but the panel should not include the IC whose determination is the subject of the appeal.

The panel may:

• define or narrow the scope of the appeal
• limit the length of submissions from the parties
• make interim decisions and orders
• on its own motion, and without holding a hearing, dismiss an appeal as frivolous or vexatious or commenced in bad faith. A panel decision on its motion is final.

The chair of the panel is to notify the parties of any decisions made.

Decision of the Panel

The panel is to provide its decision and its reasons, including any dissent, to the parties in writing no later than 30 business days after receiving the respondent’s submission.

The panel is to provide a copy of the decision, reasons and dissent to the Deputy Minister of Education.

The decision of the panel respecting the determination of the IC is final.

Records and Information

The school board is to keep records and publish information on its website about each of the following:

• A matter referred to an IC for investigation and determination
• A decision of the IC to refuse to commence an investigation
• Determination of an IC that a trustee has or has not breached the code and any sanction(s) imposed
• A determination by a panel upholding or overturning an IC’s determination including any variation of a sanction

Integrity Commissioners – Who are They and What are their Qualifications?

Ontario Regulation 306/24: Integrity Commissioners and Process for Alleged Breaches of The Code of Conduct provides an overview of ICs and a minimum list of qualifications for each public system.

In addition to the list contained in the regulation, a board may want to consider these additional skills or experience:

• Knowledge of the Education Act and the Municipal Elections Act
• Knowledge of school board governance (not simply municipal council governance)
• Understanding the differences between school board operational and governance issues
• Understanding of Ontario’s Human Rights Code
• Understanding of anti-racism and anti-oppression principles and frameworks
• Ability to produce a report of the finding of facts that is neutral and does not include personal opinion or hearsay
• Ability to disseminate information in a way that is accessible to all parties and meets Accessibility for Ontarians with Disabilities Act standards (i.e., accessible formats and communication supports)

Integrity Commissioners: Reminders!

It is important for trustees and school boards to remember that any alleged breach that cannot be resolved by the board itself within 20 business days is referred to an IC.

• Once a breach is referred to an IC, an IC may define the scope of the work. 
• The Act now requires that boards pay all IC fees. 
• An IC may refuse to commence an investigation due to the date of the alleged breach or if the complaint is made in bad faith, is frivolous, or vexatious. 
• An IC has the power to require any officer of the board or any other person to give evidence, oath or affirmation, relating to their investigation. 
• The IC makes any determination (decision) and also imposes sanctions.

Trustee Code of Conduct Policy and Enforcement Procedure Considerations:

• First Nation / Indigenous trustees – It is suggested that school boards that have First Nation / Indigenous trustees appointed to their board have regard for Ontario Regulation 462/97: First Nations Representation on Boards. This regulation provides that appointed First Nation / Indigenous members are deemed to be elected members of the board. While this means that a Trustee Code of Conduct and Enforcement Procedure would apply equally to First Nation / Indigenous trustees, school boards should keep in mind that the regulation specifically provides that First Nation / Indigenous trustees represent the interests of the First Nation / Indigenous pupils of that school board.
• Student trustees – While student trustees are not required by law to have a code of conduct, it is expected that in their capacity as recognized leaders contributing to the effective governance of a board, student trustees abide by their board’s code of conduct. However, the enforcement procedure does not apply to student trustees and boards should consider a process and sanction appropriate for a student trustee.

Conclusion

A successful board, in all its actions, instills public confidence in the publicly funded school system. A crucial factor in this regard is how well the board governs itself and how well it models collaboration and cooperation.

One of the key tools the board has at its disposal is an effective trustee code of conduct policy. It is not meant to be used as a punitive measure. What it does is create a series of common understandings to be able to ensure that the board reaches the very best that it can be. It promotes effectiveness, good decision-making, and transparency.

Boards should encourage all members to be aware of the components within their board’s policy and the steps involved in both the Informal and Formal Complaint Procedures. This includes knowing how complaints should be dealt with informally, and what is involved, including the costs and timelines, when referring matters to an IC.

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^[1] Ontario Regulation 224/23: Provincial Priorities in Education – Student Achievement

includes the following priorities: